- The acquisition will accelerate Khiron’s growth in Europe by controlling the entire value chain of its products and by having direct access to German pharmacies
- Acquisition will provide Khiron with an EU GMP certified European manufacturing and distribution center for various pharmaceutical products
- Target is an experienced player in the European pharmaceutical market, and the acquisition will help to significantly expand Khiron’s brand medical portfolio
- The first new product is expected to be the KHIRIOX 25/1 full-spectrum extract, which will soon be available to pharmacies and patients in both Germany and the UK
TORONTO, May 31, 2022 /PRNewswire/ – Khiron Life Sciences Corp. (“Khiron” or the “Company”) (TSXV: KHRN) (OTCQX: KHRNF) (Frankfurt: A2JMZC), a world leader in medical cannabis through Europe and Latin Americaannounces that it has entered into an agreement to acquire Pharmadrug GmbH (“Pharmadrug GmbH”) from its parent company PharmaDrug Inc. (CSE: PHRX) (OTC: LMLLF) (“PharmaDrug”).
Pharmadrug GmbH has been active worldwide for almost 40 years as a manufacturer and wholesaler of drugs and active pharmaceutical ingredients. Pharmadrug GmbH is EU-GMP (Good Manufacturing Practice) and EU-GDP (Good Distribution Practice) certified, complies with European directives for the highest quality standards and holds a license to handle narcotics in Germany.
Franziska Katterbach, President of Khiron Europe, said: “This acquisition will provide us with a European manufacturing and distribution center for cannabinoid medicines with EU-GMP certification. This will have a direct positive impact on our revenues and higher gross margins. The long-established German company will be instrumental in expanding Khiron’s product portfolio with new dosage formats and making Khiron’s full-spectrum extracts available Germany and the UK to expand the patient base. Our team in Europe is delighted to join forces with new colleagues from Pharmadrug GmbH, with their valuable expertise in the German pharmaceutical market.”
Under the terms of the agreement, Khiron will acquire all of the shares of Pharmadrug GmbH from PharmaDrug, in exchange for common shares of Khiron (“Khiron Shares”) and a promissory note. An aggregate of 5,500,000 Khiron Shares are expected to be issued at closing (subject to certain adjustments to account for certain payments that may be made between signing and closing, referred to as the “Closing Adjustments”), at a price deemed by Khiron share of $0.16. The promissory note will be issued at closing for a principal amount of $1,100,000 (subject to certain other closing adjustments) and will not bear interest and will be repayable one year from the date of issue in cash or, at Khiron’s option, additional Khiron Shares issued at the weighted average trading price of 10-day volume per Khiron share on the TSX Venture Exchange at the time of issuance. The transaction is subject to customary closing conditions, including the approval of the TSX Venture Exchange. It is expected that the acquisition of Pharmadrug GmbH will constitute a “fast track acquisition” under the policies of the TSX Venture Exchange. The parties are targeting a closing no later than the end of July 2022. There can be no assurance that the transaction will be completed as proposed or not at all. The agreement was signed on May 31stst2022.
About Khiron Life Sciences Corp.
Khiron is one of the world’s leading medical cannabis companies with core businesses in Latin America and Europe. Leveraging 100% owned medical health clinics and proprietary telemedicine platforms, Khiron combines a patient-centric approach, physician education programs, scientific expertise, product innovation and a focus on creating access to drive prescriptions and brand loyalty with patients around the world. The Company has a commercial presence in Colombia, Germanythe UK, Peruand Brazil and is well positioned to begin sales in Mexico. The Company is led by its co-founder and managing director, Alvaro Torresand an experienced and diverse management team and board of directors.
Visit Khiron online at https://investors.khiron.ca
NEITHER THE TSX VENTURE EXCHANGE, NOR ITS REGULATORY SERVICE PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VEMTIRE), ACCEPTS RESPONSIBILITY FOR THE RELEVANCE OR ACCURACY OF THIS RELEASE. PRESS.
Caution Regarding Forward-Looking Statements
This press release may contain “forward-looking information” within the meaning of applicable securities laws. All information contained in this document that is not historical in nature constitutes forward-looking information. Forward-looking information contained in this press release includes statements relating to the acquisition of Pharmadrug GmbH, the synergies and benefits expected from the acquisition for the Company, as well as statements regarding the expected timeline to complete the acquisition. The forward-looking information and statements contained in this press release reflect management’s current beliefs and are based on information currently available and on assumptions that management believes are reasonable. These assumptions include, but are not limited to, the Company’s ability to satisfy various closing conditions regarding the acquisition of Pharmadrug, the expected benefits of the Company’s business following the acquisition, and assumptions regarding market opportunities in the jurisdictions in which the Company operates and where it seeks to operate.
Although management believes that its expectations and assumptions are reasonable, forward-looking information is always subject to known and unknown risks, uncertainties and other factors, many of which are beyond management’s control, which may cause actual results will differ materially from those expressed or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, the following: general economic conditions, adverse capital market conditions, political uncertainties, counterparty risk, inability to obtain required regulatory requirements and approvals, inability to maintain required permits and licenses, business integration risks, and other risk factors discussed in Khiron’s most recent information form which is available on Khiron’s SEDAR profile at www.sedar.com.
Due to the foregoing and other risks and uncertainties, readers are cautioned not to place undue reliance on any forward-looking information contained in this press release. Readers are further cautioned that the foregoing risks and uncertainties are not exhaustive and that there may be other risks and uncertainties, not currently known to the Company’s management, which could cause actual results to differ materially. and those expressed or implied by the forward-looking statements contained in this press release. The forward-looking information contained in this press release is expressly qualified by this cautionary statement. Khiron disclaims any intention to update or revise any forward-looking information disclosed herein, whether as a result of new information, future events or otherwise, except as required by law.
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Franziska Katterbach, President
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SOURCEKiron Life Sciences Corp.